101ST GENERAL ASSEMBLY
State of Illinois
2019 and 2020
HB5093
 
Introduced 2/18/2020, by Rep. Justin Slaughter
 
SYNOPSIS AS INTRODUCED:
 

 
805 ILCS 180/35-22 new

     Amends the Limited Liability Company Act. Provides that a limited liability company may revoke its termination within 90 days after the effective date of the termination, or longer if the limited liability company pays a penalty, if it has not begun to distribute its assets. Requires the limited liability company to file articles of revocation of termination. Sets forth the contents of the articles of termination. Provides that after filing the articles of revocation, the limited liability company may resume business as if the termination had never occurred.
  


LRB101 16325 JLS 65699 b

 
 
A BILL FOR
 

  
HB5093LRB101 16325 JLS 65699 b


  
1    AN ACT concerning business.
  
 
2    Be it enacted by the People of the State of Illinois,
 
3represented in the General Assembly:
  
 
 
4    Section 5. The Limited Liability Company Act is amended  by 
5adding Section 35-22 as follows:
 
6    (805 ILCS 180/35-22 new)
7    Sec. 35-22. Revocation of termination.
8    (a) A limited liability company may revoke its termination 
9within 90 days after the effective date of termination if the 
10limited liability company has not begun to distribute its 
11assets or has not commenced a proceeding for court supervision 
12of its winding up under Section 35-4.
13    (b) The limited liability company members or managers may 
14revoke the termination if a majority of members or managers, 
15respectively, approve the revocation.
16    (c) Within 90 days after the termination has been revoked 
17by the limited liability company, articles of revocation of 
18termination shall be executed and filed in duplicate in 
19accordance with Section 5-45 and shall set forth:
20        (1) The name of the limited liability company. 
21        (2) The effective date of the termination that was 
22    revoked. 
23        (3) A statement that the limited liability company has 
 
 
HB5093- 2 -LRB101 16325 JLS 65699 b

1    not begun to distribute its assets nor has it commenced a 
2    proceeding for court supervision of its winding up.
3        (4) The date the revocation of termination was
    
4    authorized.
5        (5) A statement that the limited liability company 
6    members or managers revoked the termination. 
7    (d) When the provisions of this Section have been complied 
8with, the Secretary of State shall endorse the word "Filed" on 
9the duplicate copy of the articles of revocation of 
10termination. Failure of the limited liability company to file 
11the articles of revocation of termination within the time 
12period required in subsection (c) shall not be grounds for the 
13Secretary of State to reject the filing, but the limited 
14liability company filing beyond the time period shall pay a 
15penalty as prescribed by this Act.
16    (e) The revocation of termination is effective on the date 
17of filing thereof by the Secretary of State and shall relate 
18back and take effect as of the date of termination and the 
19limited liability company may resume carrying on business as if 
20termination had never occurred.